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Court of Appeal holds SPA earn-out unenforceable as an agreement to agree
The Court of Appeal has rejected a seller's claim that he was entitled under a sale and purchase agreement ("SPA") to provide consultancy services to the …
High Court finds liquidated damages clause for delay in construction contract was not unlawful penalty
The High Court has found that clauses in engineering, procurement and construction (EPC) contracts relating to solar power plants, which provided for a …
High Court finds entire agreement clause did not exclude liability for misrepresentation
The High Court has held that an entire agreement clause in a commercial contract did not exclude liability for misrepresentation under section 2(1) of …
CJEU finds abuse of dominance claims may come within jurisdiction clause
The European Court of Justice (CJEU) has ruled that a jurisdiction clause could apply to claims alleging abuse of a dominant position, contrary to …
New Brexit podcasts looking at the impact on contracts and contract termination
In the latest update to the Brexit series on our Herbert Smith Freehills Podcast channel, Paul Butcher, Julie Farley, Maura McIntosh and Tom Henderson …
Directors held liable for inducing breach of contract and unlawful means conspiracy where they placed company into liquidation to avoid outstanding debt
The Technology and Construction Court has upheld economic tort claims against two directors of a limited liability company who placed the company into …
Court of Appeal decision underlines high threshold for implying terms into a contract
The Court of Appeal has overturned a High Court decision to imply a contractual term into a loan agreement entered into between a brokerage firm and …
Court of Appeal finds clause limiting liability for negligence was reasonable
The Court of Appeal has recently upheld a High Court decision that a term limiting a defendant's liability for negligence in the supply of a fire …
Misrepresentation claim struck out on basis that entire agreement statement excluded liability
The High Court has held that an entire agreement clause in a commercial contract had the effect of excluding liability for misrepresentation under …
Court of Appeal finds non-reliance clause sought to exclude liability for misrepresentation and was therefore subject to UCTA reasonableness test
The Court of Appeal has found that a "non-reliance" clause in a lease was a term that excluded or restricted liability for misrepresentation. …
High Court decision underlines high threshold to find a contract void for common mistake
In a recent decision, the High Court found that two five-year aircraft lease agreements were not void on the grounds of common mistake, where it was …
High Court applies SAAMCO principle to find no assumption of responsibility for losses flowing from market forces
In a recent decision, the High Court found that an auditor was not liable for break costs of some £32.7 million incurred as a result of its negligent …
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